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HomeMy WebLinkAbout4.01 Draft 09-28-2011 CC/DUSD Min DRAFT ~ti~~ ~F DU~Ir~ MINUTES OF THE CITY COUNCIL ~N OF THE CITY OF DUBLIN DUBLIN 19 8Z / C~ ~ UNIFIED SCHOOL DISTRICT ~~LIFOR~l~ SPECIAL MEETING -SEPTEMBER 28, 2011 A special meeting of the Dublin City Council/Dublin Unified School District (School District) was held on Wednesday, September 28, 2011, in the Regional Meeting Room. The meeting was called to order at 5:30 PM, by Mayor Sbranti. PLEDGE OF ALLEGIANCE The Pledge of Allegiance was recited by all in attendance. CALL TO ORDER PRESENT: Councilmembers Biddle, Hart, Hildenbrand, Swalwell and Mayor Sbranti` Boardmembers Cunningham, Tomlinson, Haubert, Kenney, Miller ABSENT: None PUBLIC COMMENT Introductions were made and public comment was offered, with none received. PRESENTATION OF RESULTS FROM CITY OF DUBLIN'S COMMUNITY SURVEY City Manager Pattillo discussed desired outcomes of today's joint meeting. The City Council and the School Board had met earlier in the year to discuss going out for a survey related to a potential revenue measure and those survey results would be discussed today. The School Board had completed a survey on a potential bond. Both sets of results would be shared and discussed by the City Council and the School Board, as well as next steps. Catherine Lew, President and CEO, Lew Edwards Group (LEG), stated there were some opportunities for potential collaboration between the City and the School District. Information regarding the City's survey on a Utility User Tax (UUT) would be shared by the City's Consultant and then the School District's consultant would share their comprehensive survey results. DUBLIN CITY COUNCIL/ 1 DUBLIN UNIFIED SCHOOL DISTRICT MINUTES VOLUME 30 `~,~oFOUB~ SPECIAL MEETING ~ SEPTEMBER 28, 2011 ~tr~eN DRAFT Ms. Lew provided an overview of the City's survey results, including a simple majority requirement UUT for Dublin City services was feasible at the 4.75% level in November 2012, the only election timing where this type of measure was possible; if the City did not proceed with this measure in November 2012, then the next option was November 2014; and, as constituents were clearly interested in this type of local revenue solution, LEG and Fairbank, Maslin, Maullin, Metz & Associates (FM3) were recommending that the City proceed with next steps in its community engagement and outreach to obtain additional input and continue planning for a possible measure. Shakari Byerly, Senior Researcher with Fairbank, Maslin, Maullin, Metz & Associates, discussed the methodology of the research which included 400 telephone interviews of Dublin voters likely to cast ballots in the November 2012 general election. The margin of sampling error was +/-~4.9 percent. Overall, results. were highly positive for the City. Key findings included: the community continued to hold positive views of the City's fiscal management and also held the School District's management in high regard; the state budget and the economy remained concerns; few other local issues were viewed as problematic; support for a UUT measure was above the required vote threshold and remained consistent through all ballot tests in the survey; support was also higher than in 2009; and support stemmed from the continued value voters place on public education, public safety and maintaining the financial stability of the City. Ms. Lew stated that, although many people believed the economy had only gotten worse since 2009, the positive view of the City's management and the higher support for new and local revenue was very revealing. Vm. Hart asked to what was that attributable: Ms. Byerly stated, similar to what was seen in 2009, there was a real investment on the part of the residents to maintain the City's fiscal viability and also support for protecting and maintaining the public safety services. The Dublin community really valued these services that had been provided and valued the leadership and wanted to ensure that good fiscal management continued by investing in it. Ms. Byerly provided detailed percentages on responses to questions. Board member Haubert stated the results looked as if it were a booming economy. Ms. Lew stated some themes they found in 2009 were still true: trust in fiscal management, trust that the City was taking a reasonably measured approach. In regard to the question asked in the survey if the City of Dublin could be trusted to properly manage additional tax dollars, she stated the 2/3 affirmative response was a fantastic finding of this community. It literally cut right to the core. This was virtually unprecedented. DUBLIN CITY COUNCIL/ 2 DUBLIN UNIFIED SCHOOL DISTRICT MINUTES VOLUME 30 1~.~OFDpBl~ SPECIAL MEETING iii ~ SEPTEMBER 28, 2011 '9 ~'~t~r~oe~m DRAFT Vm. Hart asked about the slight drop in percentage when the same question was asked in the negative. Ms. Byerly stated these were split samples meaning respondents did not hear the question in both manners. This was within the level of error. It was not unusual to see higher numbers with the statements stated in the positive. Ms. Lew stated these were extraordinary numbers. Ms. Byerly stated they also asked similar questions about the School District and found 55% of respondents strongly agreed or somewhat agreed with the statement that the School District could be trusted to spend the money from this ballot measure wisely. She then discussed attitudes towards a UUT measure, including ballot language tested and the fairly high positive responses from the respondents. Dublin Community Services/Education Protection Measure. To maintain long-term financial viability and protect City services and quality schools, including: • Police protection, local fire stations, 9-1-1 emergency response; • School safety officers/crossing guards; • School math, science and reading programs; • After-school/senior programs; and all other city services, Shall the City of Dublin establish a 4.75% utility users tax for 5 years, with audits, citizens oversight, low-income senior exemptions, and revenues solely for Dublin, not Sacramento? Ms. Byerly discussed the responses in terms of demographics. Ms. Lew stated the level of support for these types of measures did not usually resonate with the 65+ age range, but it did in the Dublin community. Ms. Byerly stated there were also no major differences in respondents from the east side of Dublin versus the west side of Dublin. Ms. Byerly discussed the responses in terms of funding priorities. Mayor Sbranti asked about the item regarding protecting and maintaining crime prevention programs in particular, the jump in the percentage from 2009 to 2011. DUBLIN CITY COUNCIL/ 3 . DUBLIN UNIFIED SCHOOL DISTRICT MINUTES VOLUME 30 G~~.~OF DUel~y SPECIAL MEETING n, ~ SEPTEMBER 28, 2011 19 ~4L/FOUN~~ DRAFT Ms. Lew stated, in their experience in dealing with a lot of constituencies, it seemed as the economic times got tougher, the potential for crime and delinquency went up. People were very concerned about the quality of life and maintaining safety. Ms. Byerly stated, in terms of the respondents, support remained consistent over the course of the survey and was above the margin of error. Charles Heath, TBWB Partner, stated there were still persuadable voters. Work could occur to solidify a higher percentage of yes voters. Board member Haubert asked about the level of negative stimulus during the survey. Ms. Byerly stated their goal in testing the feasibility was to be as tough as they could, in terms of making a case to vote no on a measure. Ms. Lew stated, as an example, in another City with a very similar measure, she saw a ten point swing. The consistency in these numbers really went back to a high level of trust. No one had overreached. People felt as if their taxpayer dollars were being spent frugally and well. But it should not be taken for granted for another year and expect a positive outcome. The community needed to be engaged as part of the dialogue. Charles Heath, TBWB Partner, stated these numbers represented a realistic target. Ms. Lew summarized the key action steps that would need to be taken if the City moved forward with the UUT. They would span from October 2011- November 2012. Oct -Dec 2011 • Authorize continued Project Planning • Develop Community Engagement, Information and Input Plan • ID Speakers' Bureau Outreach List; update Opinion Leader database • Develop all Informational Outreach Materials including FAQ and Community Survey Form about essential city needs • Prepare to launch efforts after first of the year Jan -April 2011 • Launch Community Engagement, Speakers Bureau Outreach, and Social Networking/Media Activities • Issue Opinion Leader Updates, solicit Community Input • Methodically provide information about City needs in all City communications vehicles DUBLIN CITY COUNCIL/ 4 DUBLIN UNIFIED SCHOOL DISTRICT MINUTES VOLUME 30 ~~.~°e °°el. SPECIAL MEETING ~ ~ SEPTEMBER 28, 2011 19 DRAFT May -June 2012 • Draft and conduct City Tracking Survey to re-assess UUT support • Decide whether it is still viable to proceed. • Brief City Council on results • As appropriate, finalize UUT Measure Ballot materials reflecting community input July -Aug 2012 • Prepare for Council Action to place UUT on ballot. Once Council acts, all advocacy activities transfer to an independent political campaign committee. Sept -Oct 2012 • City continues its legally permissible informational communications. All advocacy activities conducted by an independent political campaign committee. Nov 2012 • ELECTION DAY. THANK THE COMMUNITY. Cm. Swalwell asked if there were any notes on feedback regarding negative answers. Ms. Lew stated people were concerned about the economy and that now might not be the right time to raise taxes, but support stayed very consistent. Mayor Sbranti asked what a 4.75% UUT meant for an average household. City Manager Pattillo stated that questions could not be answered without more study. Board member Haubert asked what utilities that included. City Manager Pattillo stated you would also have electric, natural gas, phones, cable, and cell phones. Board member Haubert asked what would be the split between residences and businesses. City Manager Pattillo stated there needed to be more study on that. This survey was only for registered voters. There needed to be further analysis in the business community. Mr. Tomlinson asked what utilities were added up to come to the $4 million. City Manager Pattillo stated, phones, PG&E, cable and they excluded water. DUBLIN CITY COUNCIL/ 5 DUBLIN UNIFIED SCHOOL DISTRICT MINUTES VOLUME 30 l~.~OFDUelf SPECIAL MEETING u; ~ ~ SEPTEMBER 28, 2011 19 C~ /ll ~~~,~~~s DRAFT Ms. Lew stated the UUT was a very common funding mechanism. What was included was within the power of the City. Board member Haubert asked if they should anticipate negative feedback from businesses and would it affect the ability to attract businesses. Ms. Lew stated it was not an option to do nothing over the next year. They needed to engage business stakeholders. Mr. Heath stated they also had broad flexibility in how they crafted the measure. If you looked at energy consumption in the City and saw there were a few very large users, you could estimate for them how much this measure would cost them. If that exceeded what the City thought their threshold to be, then the City could talk about capping the amount they would pay, or writing a measure that treated taxpayers differently because they were larger consumers of energy in the community that you wanted to help. Mr. Tomlinson asked why water was left out. City Manager Pattillo stated that there had been rate increases. Also, the City did not have business licenses - it is a business registration. When you compared everything, it leveled the playing field. School District Superintendent Dr. Hanke stated this was historic; a great sign of the partnership of the City and the School District. They knew they were not done. They had more needs than they had funding available. Perhaps there were some advantages to the School District relative to the developer fee issue, that they should take a look at the potential of a general obligation bond measure beyond Measure C for the School District. The School Board directed Staff to contract with a consultant to come in and conduct a feasibility study which would now be reviewed. Bryan Godbe, President, Godbe Research, discussed an overview of the methodology of the survey completed in August 2011. The School District could only go forward with a bond measure on a regularly scheduled election. In Alameda County, that would mean November or June of even numbered years. There were a variety of questions in terms of uninformed support, features of the measure, influence of supporting statements, and informed and uninformed support. The percentages on questions asked were all at about the 55% approval rate necessary for passage. There were a lot of positive messages for the School District to work with. This was a good place to be for a Prop 39 bond. The School District should be moving forward with this. Mr. Heath stated, process wise, the School District had some flexibility as to when it might place a bond measure on the ballot, whereas the City was locked into the November General DUBLIN CITY COUNCIL/ 6 DUBLIN UNIFIED SCHOOL DISTRICT MINUTES VOLUME 30 `~,~oeoUe~ SPECIAL MEETING rii ~ ~ SEPTEMBER 28, 2011 19 DRAFT Election. Their goal was to try to develop a strategy and an approach that would allow both agencies to be successful to provide the funding the School District needed and a source of funding for the City. Understanding the School District had this opportunity in June 2012, this timeline looked at what was required to prepare for the election. The School District had until March 9, 2012 to take the formal action to prepare the measure for the ballot, complete the outreach and education that would be required to raise the awareness of the community about what the School District's facility needs were; and confirm that this was the right direction for the School District to place this measure on the June ballot. Between the June 5 election and the August decision point for the City Council regarding the UUT, they would be able to make the final decision about whether or not they believed sufficient support continued to exist for the City to pursue the UUT in November. It was only through evaluating each measure on its own merits, going through the process, doing the community outreach, talking to the business leaders, and other folks in Dublin that they were going to be able to get a realistic sense of what was going to be possible for this coming election year and how to put together a strategy to help both agencies be successful. Cm. Biddle stated having two elections in one year could have an impact on how they did things. Ms. Lew stated it was very important to evaluate both potential possibilities and see where they sat with the community. Sequential measures could be successful. Board member Miller asked if a third survey was off the table. Mr. Heath stated the two School District surveys confirmed each other. The School District needed to make a decision by March as to whether or not to pursue a June bond measure. The City needed to make a decision by August as to whether or not pursue a UUT measure. Their recommendation was in February, prior to the School District having to make a final decision about whether or not to place a bond measure on the ballot that would be the time to take a snapshot of community opinion and confirm the community support was there to take that step. After the School election in June, they could conduct a tracking survey through the City to confirm if, in the wake of that School measure, there was enough support for the City Council to then take the next step. Cm. Hildenbrand asked if the City in June would be measuring going forward with the School District and also going forward without the School District. She had a concern that they were going to over tap the citizens. There had been two successful campaigns for the Schools. There was another one and if the City was going forward with the Schools it would drown out the fact that they were trying to do something for the City. Ms. Lew gave an example of the City of San Leandro. They had two items on the ballot at the same time. In the scenario they were discussing tonight, they were not planning at this time to be on the same ballot. DUBLIN CITY COUNCIL/ 7 DUBLIN UNIFIED SCHOOL DISTRICT MINUTES VOLUME 30 `~.~OF DpBl~ . SPECIAL MEETING ni ~ ~ SEPTEMBER 28, 2011 19 ~~~1~` DRAFT Cm. Hildenbrand asked if the School District was successful in June and they took that snap shot of the City moving forward in November, was the City going to also take a snap shot of the City moving forward and it being a joint UUT for the City and the School District, and one without the School District. Ms. Lew clarified by law, only the City could place a UUT measure on the ballot. And because they were looking at a simple majority, there was a whole range of services that the UUT would benefit. , David Metz, Partner at FM3, stated as a technical matter they could do that. Mr. Heath stated having the Schools as part of that measure gave the measure some appeal to a different portion of the community than being a City only measure. Cm. Hildenbrand stated they wanted to be successful in November. Mayor Sbranti stated another option was to consider doing the UUT in November of 2014, assuming the bond was successful in June. At that point the parcel tax would have run out. Then it would became likely that the UUT would pass. Ms. Lew stated the results that were shared tonight were the snapshot for the period they were in. She could not vouch for the viability of the City's measure two years from now. There was good information in the poll, but they did not know if that would exist in 2014. Mr. Godbe gave an example of EI Cerrito. This timing was not inconceivable at all. Board member Haubert asked about the tax rates in the area, if you were to add them all together, parcel tax, sales, UUT, etc. Board President Cunningham asked what was the base. He stated Board member Haubert was kind of comparing apples and oranges. Mr. Heath stated you could ballpark the relative tax burden across neighboring communities. The financial advisors had done some of that work already to give them at least a ball park sense, if all these measures were successful, was there an excessive burden in Dublin that you would not find in Pleasanton or San Ramon. Mayor Sbranti stated ballpark information would be good. Dr. Hanke asked if the Consultants would speak to the difference between a tracking poll and a survey. DUBLIN CITY COUNCIL/ 8 DUBLIN UNIFIED SCHOOL DISTRICT MINUTES VOLUME 30 Gl~.~or o~el~2 SPECIAL MEETING a, ~ w SEPTEMBER 28, 2011 19~r~~ ~~~ieo~~`.~ DRAFT Mr. Metz stated the polls they just completed were referred to as baseline or benchmark surveys. They were not only exploring the initial level of support for a single ballot measure concept, but they were taking it apart by .looking at different ways it might be structured, different ways it might be spent, different pro and con messages that might be offered and how all of that affected the outcome on election day. A tracking poll was one that was done once you had made all the decisions that came out of that baseline research. You had the measure set, the concept, and it was a short poll that was simply done before a public agency made a decision to move forward to make sure all those decisions based on the first poll, given the passage of time, were still valid and still had the level of support solid enough to justify moving forward. Mr. Godbe stated it would be prudent in this economic climate. These were snapshots for today. Mayor Sbranti stated they should avoid being on the same ballot at the same time. If the School District moved forward in June, then the City could move forward in November. A lot of research needed to be done on the City side. City Manager Pattillo asked where the group wanted to go from here. Did the City Council want to move forward? Would they support going through with the suggested timeline of October 2011- June 2012? Board member Haubert asked for the date the City had to put a measure together. Ms. Pattillo stated the first week of August 2012. Ms. Lew stated everything she saw in the survey was above the threshold and that there was very slight difference in June and November. Vm. Hart asked if there had been any review of what other ballot measures might be on the June or November ballot? Ms. Lew stated there was a mad dash to the November 2012 ballot. The local measures would still remain strong. Vm. Hart asked if that was true regardless of what other measures were on the ballot, including federal, or sales tax measures. Mr. Metz stated it was possible that all State measures that had been filed in the last year and a half would end up on the November ballot. Voters viewed the most local measures differently. They would start spending their money at the most local level, in their schools and their city. It was not desirable to have multiple measures, but the most local governments, schools and cities were the least disadvantaged by that. DUBLIN CITY COUNCIL/ 9 DUBLIN UNIFIED SCHOOL DISTRICT MINUTES VOLUME 30 G~~.~Ot'DU~~ti SPECIAL MEETING n, , ~ SEPTEMBER 28, 2011 19~i~~ \~~%l ~~LI~R~~~ DRAFT Mr. Heath stated that was one of the reasons they liked June as well. There would be less competition for tax dollars. Vm. Hart asked for confirmation that local measures would have strong support. Cm. Swalwell asked if the funding needs had been established by the City. It did not sound so with the ballot language on the City survey. City Manager Pattillo stated that was correct. There were unfunded CIP projects and maintenance costs associated with parks. There is a laundry list of items if the measure were successful. Cm. Swalwell stated it sounded as if, from the poll, citizens were satisfied with police and fire. Ms. Lew stated they were satisfied with the quality of public safety services. They would spend money to maintain them. The ballot language was an anecdotal statement of priorities. It did not preclude the City from addressing other priorities. Mr. Hart stated he was prepared to support moving forward on the timeline. There were still questions that needed to be answered and research to be completed. Cm. Hildenbrand stated they had talked about not having a sunset period. City Manager Pattillo stated people were more comfortable with knowing there was a sunset. Mayor Sbranti stated Alameda County Transportation Commission had a twenty year sales tax and were going forward after 12 years with a renewal. Cm. Biddle stated he was for proceeding. Cm. Hildenbrand stated she was in favor of proceeding. Cm. Swalwell stated he was in favor of proceeding, but the School District should go forward. The City was in OK shape right now and he did not want to squander that trust. Mayor Sbranti stated he supported going forward except the Speakers' Bureau item. It would be too soon. He did not want to see them running forward with that. Other than that, he agreed with moving forward. City Manager Pattillo asked for clarification on the Speakers' Bureau Outreach. This was only the identification of speakers through an outreach list. It did not necessarily mean they were going to start that. DUBLIN CITY COUNCIL/ 10 DUBLIN UNIFIED SCHOOL DISTRICT MINUTES VOLUME 30 `~,~oeo~e~ SPECIAL MEETING r„ ~ ~ SEPTEMBER 28, 2011 19~~~`~` ~ ~'~~~rneN`D DRAFT Ms. Lew stated that was correct. This was just a draft timeline. They could make additional adjustments to the list. Mayor Sbranti stated they should launch after the first of the year. There was more work they needed to do. He would rather hold off on something like that until they could answer questions and what it would mean for the City and the School District. Dr. Hanke asked about the concept of an Oversight Committee. The School District had done that with their parcel tax. An Oversight Committee was put in place, not required, but established to ensure trust. They were now in their third year of the parcel tax and it had been an effective way to manage it and to build trust. He asked if the consultants had heard of these types of oversight committees. Mr. Heath stated he had heard of it. This was different because money went into general fund and it was harder to track. It was common to have. City Manager Pattillo stated there were annual reports that came out of that also. Accountability was key. Cm. Swalwell asked if Mayor Sbranti thought 2014 was better. Vm. Hart stated the parcel tax would have expired in 2014. Dr. Hanke stated he just wanted to know if there was potential for an oversight committee. City Manager Pattillo stated Ms. Lew and Staff had recommended that. She asked for confirmation that the City Council wanted to move forward. There was some consideration that the City had to do a financial review to find out the implications as far as tax; preparing neighboring cities because they were looking at business competitiveness. As far as the Speakers Bureau Outreach, they were fine with formatting it, working with the School District. But they needed launch the community engagement which was timely for the City. One of the things that the City Council had authorized was the engagement. There was a three prong approach that had been done as far as the core services discussion: one was internal to the City organization to make sure they identified what the core services were and desired services; the second step was working with the City Council to get their consensus to make sure we were in alignment, the third part was community engagement to make sure they were on target. Mayor Sbranti asked what the City Manager meant about community engagement. City Manager Pattillo stated this had to do with the verification of core services and desired services. DUBLIN CITY COUNCIL/ 11 DUBLIN UNIFIED SCHOOL DISTRICT MINUTES VOLUME 30 G`~or o~eil~ SPECIAL MEETING n,/~~ SEPTEMBER 28, 2011 19 v~~,~` DRAFT Ms. Lew stated they did support and recommend that City continue the dialogue. Cm. Swalwell stated he agreed and that would help, at least on the City side, to figure out what they needed to do this right. He wanted to hear more specifics. Mayor Sbranti stated the community engagement was finding out what they wanted, not speaking about the measure itself. City Manager Pattillo stated that was one step of the three step approach with the initiative process. The City made a sea change as it related to Goals and Objectives, making sure they were focusing on the strategic plan. It was done in measured steps. One was to make sure that there was buy-in internally by City Staff. Second step was to make sure Staff checked in with the City Council to make sure they were in line, and the third part was engagement of the community; work on education. If there were additional resources how would you like to see that spent. This would be done in focus groups and community based groups; not a random town hall meeting. The City would engage the business community, the chamber and religious based organizations, as well as engaging the School District. Dr. Hanke discussed the School District timeline. The School District was in a different set of circumstances because of the timing. They were looking at the kinds of needs that would fit into a new bond measure. He asked Board President Cunningham to discuss the issue with the School Board members. If a decision had to be made by March, they were inside the window right now. This would be different than what the City was doing. It would be much more specific to the kinds of things where they were identifying needs and have that kind of a dialogue across the entire School District. Mr. Cunningham asked for feedback from School Board members. Board member Miller stated they should move forward with the Bond measure. Board member Kenney stated they needed to be focused on the schools but also help the City with the conversation as well. They needed to run both tracks at the same time. Board member Haubert stated they needed both. The School District's need was more dire on the year-to-year operational parcel tax UUT type of things. When the parcel tax ran out, $1.4 million, was a hole that could not be filled. They would have to cut programs. They would have to continue down both paths. We needed both and needed to do it as a partnership. Board member Tomlinson stated a case could be made for the bond and the UUT. A project list had to be prepared for a bond. The School Board did not have that list right now. President Cunningham stated he would be happy to do both. They needed both. What spoke to him was the trust the community had in them. If the School Board continued to do what they DUBLIN CITY COUNCIL/ 12 DUBLIN UNIFIED SCHOOL DISTRICT MINUTES VOLUME 30 G`~.~OFDUel~y SPECIAL MEETING 19, ~ SEPTEMBER 28, 2011 ``~~i!~?~~ at,~~N DRAFT do, the voters would give them their trust again, especially if they had a list of projects. He would like to see that list of projects sooner rather than later. It would also give the City more time. Mayor Sbranti stated part of the conversation in 2012 would be was there an opportunity in the City. The citizens would see the good work Measure C had done. It went far but had not finished the job. There would also be were operational gaps as well. The City needed to have the operational capacity to maintain the high quality of services it always had. That would be a 2012 conversation and it would be a joint conversation. Vm. Hart stated the partnership was already shown. The trust had been built. President Cunningham stated the community did not see the distinction between the City and the schools. They had to work together. Board member Miller stated the school had great momentum. Dr. Hanke reiterated that the Board directed them to move forward and place an item on the November of the School Board meeting. He expressed his thanks for the partnership that did exist. Mayor Sbranti stated the next joint City and School Board meeting should be right after the first of the year -January or February. 4. ADJOURNMENT There being no further business to come before the City Council/Dublin Unified School District, the meeting was adjourned at 7:40 PM in memory of Staff Sgt. Sean Diamond and our fallen troops. Minutes prepared by Caroline P. Soto, City Clerk. Mayor ATTEST: City Clerk DUBLIN CITY COUNCIL/ 13 DUBLIN UNIFIED SCHOOL DISTRICT MINUTES VOLUME 30 G1,~gOF ppBlry SPECIAL MEETING SEPTEMBER 28, 2011 19~~~~ C~ //l ~4G/FpR~4`